Sezzle Inc. Files 8-K with Corporate Updates

TL;DR

Sezzle filed an 8-K on Nov 19th covering bylaws, shareholder votes, and financials.

AI Summary

On November 19, 2024, Sezzle Inc. filed an 8-K report detailing several key corporate actions. The filing includes amendments to its Articles of Incorporation or Bylaws, submission of matters to a vote of security holders, and the filing of financial statements and exhibits. Specific details regarding the nature of these amendments, votes, or financial statements are not elaborated in this summary section of the filing.

Why It Matters

This 8-K filing indicates significant corporate governance and financial reporting activities for Sezzle Inc., which could impact its operational structure and investor relations.

Risk Assessment

Risk Level: low — This filing is a routine corporate disclosure and does not appear to contain immediate negative news or significant financial distress.

Key Numbers

• 001-41781 — SEC File Number (Identifies Sezzle Inc.'s filing with the SEC.)
• 81-0971660 — IRS Employer Identification No. (Tax identification number for Sezzle Inc.)

Key Players & Entities

• Sezzle Inc. (company) — Registrant
• November 19, 2024 (date) — Date of earliest event reported
• Delaware (jurisdiction) — State of incorporation
• 700 Nicollet Mall Suite 640 Minneapolis, MN 55402 (address) — Principal executive offices

FAQ

Key Financial Figures

• $0.00001 — ich Registered Common Stock, par value $0.00001 per share SEZL The Nasdaq Stock Market

Filing Documents

• szl-20241119.htm (8-K) — 40KB
• szl-20241121ex0301.htm (EX-3.1) — 48KB
• 0001662991-24-000308.txt ( ) — 233KB
• szl-20241119.xsd (EX-101.SCH) — 2KB
• szl-20241119_lab.xml (EX-101.LAB) — 25KB
• szl-20241119_pre.xml (EX-101.PRE) — 14KB
• szl-20241119_htm.xml (XML) — 3KB

03. Amendment to Articles of Incorporation or Bylaws

Item 5.03. Amendment to Articles of Incorporation or Bylaws As described in Item 5.07 below, the 2024 annual meeting of stockholders (the "Annual Meeting") of Sezzle Inc. (the "Company") was held on November 19, 2024. The stockholders of the Company voted, among other things, to approve the Company's Fifth Restated Certificate of Incorporation (the "Restated Certificate"). The changes approved by the Company's stockholders were as follows: First, the Restated Certificate amends Article IX, Section 1 to remove the prohibition on the ability of stockholders of the Company to take action by written consent, and will now permit our stockholders to take action by written consent where we have obtained the written consent of not less than the minimum number of votes that would be necessary to authorize the action at a meeting where all shares entitled to vote are present and voted, as permitted by Section 228(a) of the Delaware General Corporation Law (the "DGCL"). Second, the Restated Certificate no longer includes 300 million authorized shares of "common prime stock." The prior certificate of incorporation authorized the issuance of this common prime stock as part of the Company's initial public offering in Australia and listing on The Australian Securities Exchange (the "ASX") in 2019, and Articles IV(B) and V set forth the terms in which the common prime stock would be issued. In 2023, the Company completed its delisting from the ASX and there is no longer any need for any authorized shares of common prime stock. Accordingly, the Restated Certificate revises Article IV, IV(B) and V to remove the provisions governing common prime stock. The foregoing descriptions of the Restated Certificate do not purport to be complete and are qualified in their entirety by reference to the full text of the Restated Certificate, which are attached to this report as Exhibit 3.1 and are incorporated herein by reference. The Amendments became effective upon the filing and accepta

07. Submission of Matters to a Vote of Security Holders

Item 5.07. Submission of Matters to a Vote of Security Holders The Annual Meeting was held on November 19, 2024. The items considered at the Annual Meeting are described as Proposals 1 through 3 in the Company's Amended Definitive Proxy Statement filed with the Securities and Exchange Commission on October 7, 2024 (the "Proxy Statement"). The final voting results for each of the proposals submitted to a vote of the shareholders are set forth below. Proposal One: Election of Directors FOR WITHHELD NON VOTES Kyle Brehm 3,538,449 2,512 1,016,176 Stephen East 3,529,349 11,612 1,016,176 Paul Paradis 3,487,850 53,111 1,016,176 Karen Webster 3,538,196 2,765 1,016,176 Charles Youakim 3,533,818 7,143 1,016,176 Proposal Two: Ratification of Independent Accounting Firm Selection FOR AGAINST ABSTAIN 4,554,030 1,417 1,690 Proposal Three: Adoption of Fifth Restated Certificate of Incorporation FOR AGAINST ABSTAIN NON VOTES 3,008,381 530,565 2,015 1,016,176 No other matters were brought before the Annual Meeting and no other votes were held.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 3.1 Fifth Restated Certificate of Incorporation 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. SEZZLE INC. Dated: November 21, 2024 By: /s/ Charles Youakim Charles Youakim Chief Executive Officer

View Full Filing

View this 8-K filing on SEC EDGAR